Exhibit 3.80
Exhibit 3.80
CORPORATE ACCESS NUMBER: 2017909280
Government of Alberta
BUSINESS CORPORATIONS ACT
CERTIFICATE OF INCORPORATION
WESTMORELAND CANADA HOLDINGS INC. WAS INCORPORATED IN ALBERTA ON 2013/12/18.
BUSINESS CORPORATIONS ACT FORM 1
ALBERTA REGISTRIES ARTICLES OF INCORPORATION
1. NAME OF CORPORATION.
WESTMORELAND CANADA HOLDINGS INC.
2. THE CLASSES AND ANY MAXIMUM NUMBER OF SHARES THAT THE CORPORATION IS AUTHORIZED TO ISSUE,
See Share Structure Schedule attached hereto.
3. RESTRICTIONS IF ANY ON SHARE TRANSFERS.
No shares in the capital stock of the Corporation shall be transferred to any person without the approval of the Board of Directors.
4. NUMBER (OR MINIMUM AND MAXIMUM NUMBER) OF DIRECTORS.
The Corporation shall have a minimum of One (1) and a maximum of Fifteen (15) directors.
5. IF THE CORPORATION IS RESTRICTED FROM CARRYING ON A CERTAIN BUSINESS, SPECIFY THESE RESTRICTIONS.
No restrictions.
6. OTHER PROVISIONS IF ANY.
No securities of the Corporation, other than non-convertible debt securities, shall be transferred to any person without the approval of the Board of Directors.
7. DATE: 18 day of December, 2013
INCORPORATOR(S) ADDRESS SIGNATURE
Robert R. Hagerman 1600,421-7th Avenue SW, Calgary, Alberta T2P 4K9
FOR DEPARTMENTAL USE ONLY
CORPORATION ACCESS NO. INCORPORATION DATE
Transmitted to Alberta Corporate Registry
On December 18, 2013 by
Gowling, Lafleur, Henderson, LLP, Service Provider
Accredited Person
SHARE STRUCTURE SCHEDULE REFERRED TO IN THE FOREGOING ARTICLES OF INCORPORATION
COMMON SHARES
The Corporation is authorized to issue an unlimited number of Common shares without nominal or par value.
Subject to the rights of any other shares of the Corporation which are expressed to rank prior to the Common shares, the Common shares shall be subject to the following rights, privileges, restrictions and conditions, namely:
(a) The holders of the Common shares shall be entitled to vote at any meeting of shareholders of the Corporation;
(b) The holders of the Common shares shall be entitled to receive any dividend declared by the Corporation; and
(c) The holders of the Common shares shall be entitled to receive the remaining property of the Corporation on dissolution.
Notice Of Address or Notice Of Change Of Address Business Corporations Act
Section 20
1 Name of Corporation 2. Corporate Access Number
WESTMORELAND CANADA HOLDINGS INC.
3. Address of Registered Office (P.O. Box number can only be used by a Society)
Street City/Town Province Postal Code
1600, 421 -7th Avenue SW Calgary Alberta T2P 4K9
Legal Land Description Section
OR Meridian Township Range
4. Records Office (P.0. Box number cannot be used)
Street City/Town Province Postal Code
1600, 421 -7th Avenue SW Calgary Alberta T2P4K9
Legal Land Description Section
OR Meridian Township Range
5. Address for Service by Mail (If different from Item 3) NOTE: If this is a change, please read instructions carefully.
Post Office Box Only City/Town Province Postal Code
Robert R. Hagerman December 18, 2013
Authorized signature Name of Person Authorizing (please print) Date
N/A Incorporator
Telephone Number (daytime) Title (please print)
This information is being collected for the purposes of corporate registry records in accordance with the Business Corporations Act Questions about the collection
of this information can be directed to the Freedom of Information and Protection of Privacy Coordinator for Alberta Registries, Box 3140, Edmonton, Alberta T5J 2G7
, (780) 427- 7013.
REG 3G17 (2003/05)
Transmitted to Alberta Corporate Registry
On December 18, 2013 by
Gowling, Lafleur, Henderson, LLP, Service Provider
Accredited Person
Notice Of Directors Or Notice Of Change Of Directors Business Corporations Act
Sections 106, 113 and 289
1. Name of Corporation
WESTMORELAND CANADA HOLDINGS INC.
2. Alberta Corporate
Access Number
3. The following persons were appointed Director(s) on
N/A:
date
Name of Director
(Last, First, Second)
Mailing Address (including postal code) Are you a
resident Canadian? Yes No
4. The following persons ceased to hold office as Director(s) on N/A:
date
Name of Director
(Last, First, Second)
Mailing Address (including postal code)
5. As of this date, the Director(s) of the corporation are:
Name of Director
(Last, First, Second)
Mailing Address (including postal code) Are you a
resident
Canadian? Yes No
Grafton, Jennifer S.
9540 South Maroon Circle, Suite 200, Englewood, Colorado, USA 80112
No
Micheletti, Joseph E.
9540 South Maroon Circle, Suite 200, Englewood, Colorado, USA 80112
No
Paprzycki, Kevin A.
9540 South Maroon Circle, Suite 200, Englewood, Colorado, USA 80112
No
Hagerman, Robert R.
1600, 421 - 7th Avenue SW, Calgary, Alberta T2P 4K9
Yes
6. To be completed only by Alberta Corporations:
Are at least one quarter of the members of the Board of Directors Resident Canadians?
Robert R. Hagerman
Authorized signature Name of Person Authorizing (please print)
Yes No
December 18, 2013
Date
N/A Incorporator
Telephone Number (daytime) Title (please print)
This information is being collected for the purposes of corporate registry records in accordance with the Business Corporations Act Questions about the collection of this information can be directed to the Freedom of Information and Protection of Privacy Coordinator for Alberta Registries, Box 3110, Edmonton, Alberta T6J 2G7
‘ (780) 427- 7013.
REG 3017 (2003/05)
Transmitted to Alberta Corporate Registry
On December 18, 2013 by
Gowling, Lafleur, Henderson, LLP, Service Provider
Accredited Person
Incorporate Alberta Corporation - Registration Statement
Alberta Registration Date: 2013/12/18
Corporate Access Number: 2017909280
Service Request
Number: 20705485
Alberta Corporation Named Alberta Corporation
Type:
Legal Entity Name: WESTMORELAND CANADA HOLDINGS INC. French Equivalent
Name:
Nuans Number: 110977439
Nuans Date: 2013/12/17
French Nuans
Number:
French Nuans Date:
REGISTERED ADDRESS
Street:
Legal Description: City:
Province:
Postal Code:
1600,421 -7TH AVENUE SW CALGARY
ALBERTA T2P 4K9
RECORDS ADDRESS
Street: 1600, 421- 7TH AVENUE SW Legal Description:
City: CALGARY Province: ALBERTA Postal Code: T2P 4K9
ADDRESS FOR SERVICE BY MAIL Post Office Box:
City: Province: Postal Code:
Internet Mail ID:
Share Structure:
Share Transfers
Restrictions:
Number of Directors: Min Number Of
Directors:
Max Number Of
Directors:
Business Restricted
To:
Business Restricted
From:
Other Provisions:
Professional Endorsement Provided:
Future Dating
Required:
Registration Date:
Director
SEE SHARE STRUCTURE SCHEDULE ATTACHED HERETO.
NO SHARES IN THE CAPITAL STOCK OF THE CORPORATION SHALL BE TRANSFERRED TO ANY PERSON WITHOUT THE APPROVAL OF THE BOARD OF DIRECTORS.
1
15
NO RESTRICTIONS. NO RESTRICTIONS.
NO SECURITIES OF THE CORPORATION, OTHER THANNON-CONVERTIBLE DEBT SECURITIES, SHALL BE TRANSFERRED TO ANY PERSON WITHOUT THE APPROVAL OF THE BOARD OF DIRECTORS.
2013/12/18
Last Name:
HAGERMAN
First Name: ROBERT Middle Name: R.
Street/Box Number: 1600, 421-7TH AVENUE SW
City: CALGARY
Province: Postal Code:
Country:
ALBERTA T2P4K9
Resident Canadian: Y
Last Name:
MICHELETTI
First Name: JOSEPH Middle Name: E.
Street/Box Number: 9540 SOUTH MAROON CIRCLE, SUITE 200
City: ENGLEWOOD
Province: Postal Code: Country:
Resident Canadian:
COLORADO
80112
Last Name: PAPRZYCKI First Name: KEVIN Middle Name: A.
Street/Box Number: 9540 SOUTH MAROON CIRCLE, SUITE 200
City: ENGLEWOOD
Province: Postal Code: Country:
Resident Canadian:
COLORADO
80112
Last Name: GRAFTON First Name: JENNIFER Middle Name: S.
Street/Box Number: 9540 SOUTH MAROON CIRCLE, SUITE 200
City: ENGLEWOOD
Province: Postal Code: Country:
Resident Canadian:
COLORADO
80112
Attachment
.
Attachment Type Microfilm Bar Code Date Recorded
Share Structure ELECTRONIC 2013/12/18
Registration Authorized By: ROBERT R. HAGERMAN
· INCORPORATOR
